AMENDMENT No. 11 TO LETTER AGREEMENT DCT-015/2004
|
CONFIDENTIAL
TREATMENT
|
|
REQUESTED
PURSUANT TO RULE 24b-2
|
|
|
|
Certain
portions of this exhibit have been omitted pursuant to a request
for
confidential treatment under Rule 24b-2 of the Securities Exchange
Act of
1934. The omitted materials have been filed separately with the Securities
and Exchange
Commission.
|
AMENDMENT
No. 11 TO LETTER AGREEMENT DCT-015/2004
This
Amendment No. 11 to Letter Agreement DCT-015/2004, dated as of May 29, 2007
(“Amendment No. 11”) relates to the Letter Agreement DCT-015/2004 (the “Letter
Agreement”) between Embraer - Empresa Brasileira de Aeronáutica S.A. (“Embraer”)
and Republic Airline Inc. (“Buyer”) dated March 19, 2004 and which concerns the
Purchase Agreement DCT-014/2004 (the “Purchase Agreement”), as amended from time
to time (collectively referred to herein as “Agreement”). This
Amendment No. 11 is between Embraer and Buyer, collectively referred to herein
as the “Parties”.
This
Amendment No. 11 sets forth additional agreements between Embraer and Buyer
related to the ***.
Except
as
otherwise provided for herein all terms of the Letter Agreement shall remain
in
full force and effect. All capitalized terms used in this Amendment No. 11
that
are not defined herein shall have the meaning given in the Letter Agreement.
In
the event of any conflict between this Amendment No. 11 and the Letter Agreement
the terms, conditions and provisions of this Amendment No. 11 shall
control.
NOW,
THEREFORE, for good and valuable consideration which is hereby acknowledged
Embraer and Buyer hereby agree as follows:
|
1.
|
***
EMBRAER 170 ***
|
|
|
1.1
Embraer shall provide, or cause to be provided, to Buyer ***.
Such
***
shall ***.
|
|
|
1.2
Embraer shall provide, or cause to be provided, to Buyer ***.
Such
***
shall ***.
|
|
|
1.3
Embraer shall provide, or cause to be provided, to Buyer ***.
|
|
|
1.4
In order to *** Buyer *** and *** Buyer shall be ***; provided ***
that
this *** shall ***.
|
|
|
1.5
The *** mentioned above shall *** already delivered or operated which
Buyer ***; provided that Buyer shall pay Embraer the price for
***.
|
|
2.
|
Seat
Covers
|
|
|
2.1
Buyer shall have the option to acquire from Embraer a new passenger
seat
covers ***.
|
|
|
2.2
*** Buyer ***, the total *** shall be added to *** if Buyer ***,
provided
that if Buyer does ***, Buyer shall ***. Embraer shall supply the
relevant
***.
|
All
other
provisions of the Letter Agreement which have not been specifically amended
or
modified by this Amendment No. 11 shall remain valid in full force and effect
without any change.
(Signature
page follows)
____________
***Confidential CONFIDENTIAL
IN
WITNESS WHEREOF, EMBRAER and BUYER, by their duly authorized officers, have
entered into and executed this Amendment No. 11 to Letter Agreement to be
effective as of the date first written above.
|
EMBRAER
– Empresa Brasileira de Aeronáutica S.A.
|
Republic
Airline Inc.
|
|||
|
/s/
Xxxxx Xxxx
Junior
|
/s/
Xxxxx X.
Xxxxxxx
|
|||
|
Name:
Xxxxx Xxxx
Junior
|
Name
|
|||
|
Title:
Executive Vice President Airline Market
|
Title
|
|
/s/
Xxxx
Xxxx
X.
Xxxxxx
|
Date:
May 29,
2007
|
|||
|
Name:
Xxxx
Xxxx
X.
Xxxxxx
|
Place:
Indianapolis
|
|||
|
Title:
Vice
President Contracts Airline Market
|
|
|
Date:
May 29, 2007
|
|
|||
|
Place:
X.X. Dos Xxxxxx, Brazil
|
|
|||
|
|
|
|
Witness:
/s/ Xxxxxx Xxxxxxx Xxxxx
|
Witness:
/s/ Xxxx-Xxxx Xxxxxx
|
|||
|
Name:
Xxxxxx Xxxxxxx Xxxxx
|
Name:
Xxxx-Xxxx Xxxxxx
|
|||
|
|
|
Annex
1
| A) ***: |
|
|
A.1)
Main configuration
changes:
|
|
|
***
|
| A.2) Applicability: |
| ***. |
|
|
A.3)
Documentation:
|
| All applicable technical publications shall be updated to reflect ***. |
|
|
A.4)
Parts:
|
|
|
1)
Kit of parts associated with this *** shall be provided
***
|
| 2) *** |
| B) *** |
|
|
B.1)
Main configuration
changes:
|
|
|
***
|
|
|
B.2)
Documentation:
|
|
|
1)
*** for the *** shall be provide
***.
|
|
|
2)
***.
|
|
|
B.3)
Kit of parts:
|
|
|
1)
Kit of parts associated with this *** shall be
***
|
| 2) *** |
|
|
B.4)
Lead time and labor for ***:
|
| 1) Lead time: Parts availablity and *** within ***. |
| 2) Labor associated with *** shall be *** or *** authorized MRO ***. |
| 3) Time for *** shall be *** between Republic and Embraer. |
| *** |
____________
***Confidential
